Prodigy: Hive Exiled
by PBJFanFiction
Summary: Is it worth betraying your own kind? What if Rusk, the changeling who leaves, is special in a way that will instigate an Equestria-wide chase, and maybe a war? Who is he, and why do they not want him to leave?
1. Chapter 1 - The Assessment

Rusk slipped through the mass of bodies, squeezing past the traffic. He couldn't be late!

Rushing into the room, he was happy to notice that he wasn't. He lucked out, the teacher hadn't arrived yet. Levitating his small notepad and pencil onto the desk, he rested back on the chair, his hooves going behind his head.

Rusk knew this day was coming. It was the last month of education for him, and the final test was to go out on a _real_ hunt and gather love for the Queen. Everyone knew that.

He swiveled his head as the door opened and the teacher plodded in and rested her rump on the office chair at the front of the room. She lit up her horn as she levitated a book over to her, flipping it to a certain page.

Some more students trickled in, filling up the hall. Rusk noticed one of his best friends, Fey, came through the doors and sat next to him. The male changeling and Rusk had grown to become friends after Rusk helped Fey with his project..

Next came through Flitter. She was carrying her notebook and pen and went to sit behind Rusk.

Said changeling smiled. He always kind of had a small thing for the female changeling, even though much of the class disliked her.

She wasn't a mean grub, no, but some of the changelings threw harsh words at her like she was nothing. That didn't stop Rusk from liking her personality. Underneath the chitin-like fur was a kind and smart changeling, who tried her hardest and excelled at doing so.

She smiled as Rusk looked back at her, and he quickly averted his head to the front of the class. The teacher had stood up and was now looking at the class.

"Good sun-up, little ones," she said, "let us start by reciting the phrase. Go!"

"Love is food, not for good," the class droned in a mishmash of bored and enthusiastic voices. Rusk gazed left at his friend, who had a deadpan expression.

"Alright. Now, you know your final project is arising. Everyone here knows to feed off love through the multiple towns of Equestria. May that be through imitating someone they love, sex or other means, you must at least bring something to satisfy Queen Chrysalis."

Rusk sighed. He will hate this task, but a decent hunt sounded kind of fun. The thrill of going out and harvesting love from somepony was amazing, the adrenaline of avoiding being caught heightening his senses.

He only had a week to wait - he was so excited! He decided once the class ended that he would practice perfecting his pony form, for he had yet to correct the colors. He was thinking of gray and white, then again that would make him seem a bit old.

Maybe white and blue? Yeah, maybe. Imagining the stallion in his head, he sighed and shook the thought out.

The teacher was answering multiple questions of the upcoming task. Had he been daydreaming that long?

Suddenly a small chime echoed through the halls. Some changelings rocketed through the hole in the back of the hall as soon as the sound reached their earholes. Rusk himself decided to wait until the traffic calmed down, scrawling notes into his small pad.

"Rusk?" Said changeling swiveled his head to see Fey and Flitter staring at him as he wrote with his magic.

"Yeah?" he mumbled, shutting his notebook.

"You wanna go now or next week?" Fey asked, getting a chuckle from both Rusk and Flitter. Rusk stood up, shoved in his chair and shrugged. "Now sounds good."

As the trio exited into the hallway, Flitter spoke, "So, what are you guys gonna do for the test? Like, what town are you going to go after?"

Rusk inwardly smiled at the tone of her voice. Flitter had an amazing voice - and even better of a singing one, when she rarely did sing. Rusk shrugged and said, "I probably will play it on a whim. The pony I'm going in as probably will take a bit of planning. I just can't seem to get the colors right."

The three had already stepped out into the main hive, the caved roof spiking down in stalactites. The hive was like a large tunnel or cylinder with ends that tapered both ways. The buildings were carved out of the, despite that the insides were much more comfortable.

"Can we see it?" Fey asked, cocking his head slightly.

"Sure, I guess." Rusk quickly glanced around to make sure the area wasn't too crowded and let his power take him over. The green flames started at his hooves and swiftly worked their way up, only disappearing when it went over the now invisible tip of his horn.

Rusk was now a white pegasus stallion with blue hair, the longer mane cascading down the right side of his face, not quite covering his eye. His eyes were a light shade of green, and his cutie mark was that of a cloud that cascaded partly up his flank. He gave a curt smile as Flitter buzzed around him with her insect wings.

"Not bad!" said Flitter, her hooves touching the ground once more. "Just change back now, we don't want to attract too much attention."

The flames licked up Rusk's body, returning him to his black shell and bright blue glowing eyes. Flitter nodded in approval. She turned to Fey and asked, "What do you think?"

Fey shrugged. "I can't really give much input, okay? I would have said something otherwise." He stood up from where he was sitting, against the side wall of the institute. "Let's go outside again!"

"Are you serious? Again? I hate the forest," said Flitter, her wings twitching uncomfortably. "It gets into my hoof-whistlers."

Fey rolled his eyes. "Fine."

Rusk sighed. "Don't we have work to do anyways?" He opened his notebook with his magic, flipping to the farthest page written on and reading aloud. " _Work: prepare pony forms and choose town to hunt."_

"Bit overpreparing for the test, though," quipped Flitter, "I mean your pony form is good, and isn't it just kinda random what town you'd want to hit?"

"You could say that, but there is no harm in preparing early!" said Rusk, his wings buzzing in preparation to take off. "Come on, let's go home."

* * *

The short flight to the residence district did not take long, and Flitter quickly waved goodbye as she swerved down to the cut-out in the wall, leaving Fey and Rusk alone, buzzing not too far away.

Rusk said his goodbyes and ducked into the hole, the pheromones emanating from it marking it as his home.

Landing and casting his notebook aside, he entered the small place. A single bed resided in the corner, and a desk sat next to the entrance.

Changelings didn't feed off pony food. They fed off love, and enough was being harvested that there was the smell of it in the air. They must have filtered it again into the air of the hive, letting the changelings feed on the residual love.

Rusk flopped onto the bed, sighing. This was going to be a long week.

Little did he know that he had to be torn so bad by a life-changing decision soon.

[hr]

"And what _did_ you do?" Fey queried Flitter.

"N-nothing really. I fed off the love of some gray mare. She was a pretty easy target, considering how retarded she was."

"That's not a very nice thing to say," said Rusk, gnawing his fangs into a rubber cylinder, his sharp teeth easily penetrating the material.

"But she was! She had this weird lisp and her eyes were all crossed. She didn't even pick up on the slight lack of knowledge of the character," Flitter defended.

"Yeah, but-"

"Quiet, sssubjects," a voice hissed, garnering the small crowd's attention.

A tall dark figure loomed above the smaller changelings. Her coat was jet-black, and her mane was a bioluminescent green and bore many holes and knots. Her holed legs were tall, and her face and long fangs secured the look of a true royal changeling.

All the changelings bowed in tandem to Chrysalis, the leader of the changelings. She smiled at the eager group, and spoke, "Rise." They obeyed without a second thought.

"You are very honored to have me grade your assessment," she began, "as little a changeling would feed me directly. All of you have love to give to _me_ , correct?"

A chorus of "Yes, my queen," echoed throughout the crowd.

"Very well. Organize yourself in a line, and make it fast." The room buzzed to life, changelings putting themselves into line.

Rusk ended being behind Flitter and in front of Fey. They had been together when the speech began, it was no hard task to stick together.

Thus began the long and grueling progress. Male after female fed his or her love to Chrysalis as she visibly grew less weary and more steadfast.

"Flitter, come forward," said Chrysalis, the changeling already standing before her. Chrysalis lit up her horn, and her pupils started flashing dimly.

Suddenly the queen's horn fizzled, crackling with electricity as she howled in either physical or mental pain. Flitter was flung across the room, landing and skidding on the floor.

Chrysalis stomped over to the terrified female, scowling heavily.

"And why do you have no love and only anger?"

Flitter gulped. Her glowing blue eyes seemed exceptionally wide, and she scrabbled back with her hooves.

Rusk had his mouth open, forced to watch the spectacle. His friend - no, his best friend - was being pinned by Chrysalis, her entire carapace shell rattling in fear.

"I should kill you for such an endeavor! You know what happens if you fail the Assessment!" Chrysalis howled, and as on command two armored changelings started to drag her by her forehooves.

Flitter was screaming. Her voice shrilly cried out to get the two to stop. The armored males scoffed and grabbed her harder, dragging her along her rump towards a side passage.

Rusk turned to his friend, Fey, then suddenly whipped his head around as her shrill cry called Rusk's name.

Oh, how much he could wish to help. But Chrysalis had frozen him in place, her mouth open wide to receive the love that seeped from Rusk's reserves.

As soon as he was released and out the door, he broke in a gallop, firing up his horn as he instinctively shifted into secondary vision.

Secondary vision let's you see pheromone trails, all very distinguishable. You could only track pheromones if the one emitting them wanted to be located.

In this case Flitter's trail lit up like a beacon, her pheromones highlighting over the others. He quickly took after it, barely aware of Fey calling out to him.

[hr]

Where had these guards taken her? The trail overlapped and stacked upon itself multiple times, leading to one of the exits, but they kept running into dead ends to only reverse and go in a different direction.

Maybe she put up a bit more of a fight than he thought.

Walking through the halls he noticed that a lone changeling strode across the roof, its horn lit up as it trotted along. With a creeping feeling, Rusk picked up his pace, skipping places where Flitter's trail left off only to come back again.

This time he found himself staring at a steeply sloping tunnel. Her pheromones alone dragged up the tunnel, the guards' ones already veered away.

Rusk was about to stick his head into the opening when an acute hiss was heard. He wheeled backwards to be staring muzzle to muzzle with an Elder.

Elders were respected, older members of the Hive. They had serviced for many years and were known for their experience in anything.

And yes, Rusk was staring into the muzzle of one.

"You have proven enough," the changeling grumbled in a gravelly voice, "you must leave. Chrysalis will be sure to hunt after you."

The Elder made no move to attack. Rusk raised an eyelet, giving a puzzled look.

"You and the female's bond holds strong, friend. You must learn to run and hide, and stay disguised within the ponies. Even though I may follow Chrysalis' command, she never spoke of bringing you back to her.

"Therefore, I am giving you a chance. The time you leave will start a great hunt for you, for you, youngling, would change the face of changelingkind.

"You think Chrysalis has shown you her wrath. You know nothing yet." A loud clatter was heard and the Elder swiveled his head back and then back to face him. "Go now. You must leave. Make sure to hide your pheromones." The Elder spun around and stalked off.

Rusk was thrown into a dilemma. Leave, and risk the unknown? Or stay, and live with knowing that his friend was out there alone?

He shook his head. The words of the Elder echoed in his mind, bringing him to his conclusion.

He will go. He will be betraying his own kind, but he will go.

Rusk plunged into the dark tunnel, the warm earth pressing against him as the clanging drew closer.

Suddenly, the dirt crumbled and gave in behind him, sealing him in darkness. He heard muffled voices and hisses, and a sharp crack.

 _Uh oh._

* * *

 **I have already written most of this story on FiMFiction, so until I catch up, I will try my best to upload a new chapter every few days. Unlike FiMFiction, however, I will probably have to respond to user reviews in the author-notes section of the chapters.**

 **I'll catch you all in a couple days! (I have all the docs uploaded, so this should be a piece of cake!)**


	2. Chapter 2 - The Surface

**Okay. I wrote this halfway before posting the first chapter. Eh.**

* * *

Rusk pushed through the tight, dark tunnel, seeing a much more open area ahead. He bent his wings in, which hurt a lot, to squeeze through the tight hold of dirt, popping through with a small shower of dust. The cave was dark, and completely hard to see in. Rusk lit his horn up and started following Flitter's pheromone trail again. He followed it for what felt like days, maybe even weeks.

It was most likely a few days, but he couldn't be sure, as the sun was not visible, nor was there a timepiece to look at.

Suddenly the tunnel narrowed and light shafted through a small hole in the ceiling, with an outcrop leading to it. The green leaves of trees waved in a breeze not felt below.

Plodding along at a brisk pace, he trotted towards the canopy of trees. The light grew and he lit his horn, letting the pheromone spell deactivate. She couldn't have gone far.

Peeking his head out, he gasped at the sight. The soft shade of the tree canopy lay thick over him, expanding as far as he could see. Thick vegetation covered the land around the mouth of the cave, ferns, grass and honeysuckle bushes.

Hauling himself out, Rusk peered over the overgrowth. A lake glittered in the distance, the water reflecting the sun into millions of colors. There was a small wooden platform jutting out over the small body of water, a wooden boat tied to it.

Turning around, Rusk saw a towering mountain, the stone terracing up like a butte. A huge structure of sorts was stuck into the mountain, the large disc and its heavy support of mountain rock being the only parts visible.

It must be a city. But which one? Rusk shrugged. He probably could not blend into a city very easily. He decided to head in the direction of the lake.

Pushing through the thick vegetation, Rusk noticed some hoofprints in a patch of damp dirt. There were ponies here.

Crouching low, Rusk peered over the edge of a plateau over the lake. There was a small wooden house, with the same wooden structure over the water. The house seemed to bemade of wood, with glass windows and everything!

He diverted his attention to a smaller less noticeable structure, where a large door was open, with many sharp looking tools inside. There was a wooden pole with a hunk of metal on the end, shaped a bit like a sledgehammer, and there was a creepy looking device that consisted of a stick with sharp looking blades in a cylinder.

Rusk cast a small spell, just a small detecting spell. Nothing went off, so he fluttered off the plateau and landed near the small wooden structure.

He heard an odd rustling coming from inside, and he instantly crouched low, pressing against the side of the building.

The rustling stopped and a unicorn mare stepped out. Her coat was a light shade of turquoise, like the sky itself. Her mane was a much deeper lavender, the curls randomly flicking out of her tail and mane. Her cutie mark was that of a roaring campfire, the bright reds and oranges contrasting against her coat. Carrying something in her light pink magic revealed her eye color. She was curved nicely, her barrel keeping level, even with her hindquarters.

Suffice to say, she was a beautiful mare. She put up a hoof to her mane and flicked over a lock of curly hair, letting out a puff of air. Rusk quickly shrank back when she quickly glanced around frantically, and Rusk relaxed when she trotted off toward the cottage.

He quickly put together his disguise. Quickly changing into a light gray stallion with crimson hair, he trod over to a small dirt road, and walked to the cottage with a worried expression.

He already felt hungry. Despite everything, basic needs are basic needs, and he needed love to survive.

Walking up onto the porch, he quickly thought and changed his form to have a tiny knapsack with some items inside it. He then knocked on the door with a hoof.

The same sky blue mare answered the door, a smile on her face that quickly faltered. "Who are you?" She asked.

Shit! Rusk didn't think of a name. He quickly spoke, "Crimson Ruby. Hey, I'm lost, are you able to help?" He inwardly cringed at the statement, waiting for the rejection.

"Oh, you poor thing! Come inside, please. I'll be fast to make you something to drink." She quickly swiveled around, trotting inside. Shrugging, Rusk followed in, pushing the door shut behind him.

* * *

Rusk gnawed on the tinned tuna, shoved between thin slices of bread. Changelings can eat food, but it doesn't work nearly as well for feeding as love did, but it sufficed. Tuna was actually quite nice, the tin already seasoned with lemon and pepper.

"I take it you like it?" asked the mystery mare, levitating a book with magic, turning a page every now and then.

Rusk nodded happily, a grin plastered on his muzzle as he chewed on the bread and fish. Of course on the inside he still gnawed for the warm embrace of a full reservoir of love energy.

Finishing his sandwich in ravenous bites, he shuffled deeper into the plush couch. Looking at the mare he asked, "So, what is your name?"

The unicorn smiled. "My name is Burning Hearth. I usually do a lot of stuff around the winter holidays…" she sighed, "It gets so lonely down here, even with occasional trips to a market in Canterlot."

So that was the city in the mountain! Canterlot, the capital of Equestria, the housing of the princesses of the moon and sun.

"I see." Rusk rifled through the fake knapsack. "Does this place have a spare room or something? I may need to stay the night…"

The mare bit her lower lip. "I think I do, but the room hasn't been used in a while. Hold on." She stood and walked up the rickety wooden stairs to the second floor.

Rusk got some time to think. This mare… she seemed lonely. Rusk's base instincts kicked in and he prepared to at least try to coax some love energy out of her. Then he could leave and find Flitter.

Soon enough; the mare came down, the stairs creaking with every hoofstep. She sat back down in the small armchair and said, "I think you can stay the night."

Rusk beamed. "Great! So, what's the area round here?"

Hearth frowned. "I'm actually not that in the know about the area around here."

"So, you mean…"

"Yeah. I know this is the Whitetail Woods, just under Mount Canterlot. That's all I know, honestly." She shuffled her hooves against the fabric of the armchair. "Sorry. That is all I really know."

Rusk smiled. "It's fine. What do you do to pass the time?"

"I read books."

"What?"

"I read lots of books. I re-read lots of books. It's all that is really here."

"Don't you have a boat by the lake?"

"I got bored of it a long time ago." She waved a hoof dismissively.

Hearth stood up. "I need to get back to what I was doing. You don't mind going and acquainting yourself with the guest room upstairs, now?" With a nod in response, she pushed the door open with her snout and let the door click shut behind her.

Rusk did an internal hoof pump. This mare was incredibly kind, and he could already feel the aura of kindness in the room. He opened his mouth, sampling a taste. He didn't care that it wasn't love, but kindness or happiness, and he eagerly took another pull of the feeling.

Of course, he limited himself. Changelings can survive off kindness, but it made them feel slightly bloated. Already feeling his stomach churn slightly he got to his hooves, getting off the chair.

Looking at the suspicious wooden stairs, he climbed them up and looked around. He was in a small hallway, the width of it possibly barely holding two ponies side by side. There were two doors on both sides.

One was labeled 'guest'. Peeking into it, he saw a large single size bed with a blue duvet laying over it. The pillow was propped up against the headboard and a single corner of the bedsheet was folded on the outer edge of the bed facing the window. The blinds on the window were down but not shut, letting light shaft into the room casting a glow onto Rusk's chest.

A simple small black painted dresser stood in the corner, the doors open revealing the dresser was empty. A couple hangers teetered on the bar on top and there were a couple drawers on the bottom.

The nightstand next to the bed had a lamp sitting on top of it, the metal hinges and springs slightly rusted. The light color was a warm gold, perfect for reading at night.

The room was quite nice, Rusk admitted. The mare had done a good job.

Then he furrowed his brow. Where was Flitter? Had she gone in the direction of the mountain city? Had she even seen this pony that gave him hospitality?

Questions swimming through his mind, he trotted back downstairs and out the door. Pushing his forehead into the door opened it, and he stepped out onto the porch.

The sun was closer to setting, the brilliant light reflecting off the lake's surface as the calm water rippled with the breeze. The trees seemed to give off a glow, probably from the setting sun.

A light cloud cover was inching across the sky. The wild areas of Equestria had their own weather, even though the Whitetail Woods was not like the dangerous Everfree at all. It might rain tonight.

Glancing around, Rusk activated secondary vision, then gasped as he saw a trail leading through across and around the lake, leading into the forest. It snaked around, pausing at the edge of the lake and dipped into tree cover.

Flitter had been here! She was not too far off, she was just in the forest! The scent was not even stale.

Flipping out of secondary vision he peered at the docks. The light blue-green pony resting there was lazily lying on the edge of the tiny wharf, her front hoof waving at the water, giving little ripples as she tapped it.

A soft noise reached Rusk's ears. Perking them up, he located the noise and moved towards the docks.

As he got closer, by the open shed, the sound suddenly took form of words, blending into a soft melody.

 _The colors of the rainbow so pretty in the sky  
And also on the faces of people passing by  
I see friends shaking hands saying  
How do you do?  
They're really saying I, I love you…_

The voice felt familiar to Rusk. It reminded him of Flitter, and her singing voice that entranced him whenever she sung.

Flitter always sang when she was sad. It was a way of expressing her feelings without crying or getting angry. The occasions where she did sing in front of Rusk always made him sit down, close his eyes and let his ears carry him into a soft blend of noise.

Rusk rested behind the shed, his eyes peeking out the corner as Hearth took a breath and let out more singing, taking deep breaths between each line:

 _I hear babies cry and I watch them grow  
They'll learn much more then we'll know  
And I think to myself what a wonderful world_

 _Someday I wish upon a star  
Wake up where the clouds are far behind me  
Where trouble melts like lemon drops  
High above the chimney top  
That's where you'll find me…_

The singing drew to a close, Hearth's voice fading out. Rusk sighed, repeating the beautiful lyrics in his head.

He remembered. Flitter used to sing a song similar to this, a song about rainbows and a carefree world that accepted her for what she was.

It was probably a huge coincidence, and it threw Rusk deep into thought. If Hearth knew the song, then where did Flitter get it from?

He ducked back behind the shed and snuck back into the house, casting glances in the direction of the mare as she stared into the water, tapping it gently with her hoof, sending ripples that deflected off the supports of the pier.

Pulling the door, he softly shut the door behind him and turned into the house. The chair was still showing an indent of him sitting there, and he flopped back into it, his rump fitting into the previously made indent easily.

Slowly dozing off into a soft rest, he shut his eyes and sunk into the couch more.

* * *

"Crimson? Crimson!"

Rusk blinked his eyes open, and found himself staring into pink irises.

"Good! You're awake! I made tea for us both!" She lit up her horn and a bowl of red liquid floated to him as well as a spoon. "It's tomato soup. I made it myself!"

Rusk took the bowl and spoon, and dipped the utensil into the steaming soup. Beads of the liquid slid down and dripped off the bottom of the spoon as he brought it to his mouth.

Tasting it, his mouth exploded in flavour as he tasted the soup.

"I take it you like it?" asked Hearth, smiling at his wide-eyed expression.

Rusk nodded and instead picked up the bowl with both hooves, putting it to his lips and drinking the soup from the bowl.

It didn't take long to finish, and Rusk put the bowl down on the small table in the middle of the couches, licking his lips.

"That was really nice," he commented, leaning back into the chair. Hearth was opposite him in another chair, her spoon levitating to her mouth with deft precision.

She swallowed. "That's great. It's got tomatoes, celery, and some milk with some vegetable stock. It's nice and good for you."

Rusk nodded. He glanced out the window, where the sun had already set. "I saw the guest room. It's nice."

Hearth smiled. "I made sure to use some warmer blankets. It gets quite chilly down here at night." She scraped her spoon along the bottom of the soup bowl, digging out the remains.

Rusk put a hoof behind his head, using the hoof tip to scratch the back of his neck. "Hey, by the way, thanks for letting me stay here…"

"No problem!" said Hearth, her and Rusk's bowl levitating into the sink. "It's been…" Hearth hesitated for a minute, "a good few months since someone last visited. With Hearth's Warming over, I relax here to wait for the Summer Sun Celebration."

She moved over to the sink, pulling the tap handle up and using a sponge to wash the dishes with magic. "Of course, unless someone sends me a letter needing something, or the occasional field trip out here for the foals to go sailing. I enjoy the company."

Rusk nodded, and let out a yawn. "Do you mind if I go to bed now?"

"Not at all!" said Hearth, "I'll just be here for a few hours more, then I'm going to sleep as well."

Rusk made a decision there. When Hearth goes to sleep, he was going to leave and find Flitter. Hopefully he can before it's too late!

He plodded up the stairs, peeking down to share a quick 'goodnight' with the turquoise mare.

Pushing open the door to the guest room, he used his changeling magic to shut the blinds, and climbed into the bed, shuffling the covers over him closer to the wall.

He silently waited for the mare to creak up the stairs and climb into her bed so he can go find Flitter, and when he heard the boards bending he shut his eyes and pretended to be asleep.

He nearly snapped out of it when he heard the creak of the guest room door opening, and the silence that followed it.

A quiet shuffle of hooves tip-hoofing on the carpet alerted him. He shuffled slightly in his bed.

A sudden pressure shifted him slightly in the direction of the edge of the bed, and he could feel the covers lift slightly off him. The pressure on the mattress drew closer as the blankets settled on him again, and he breathed slowly, waiting for the door to shut or something.

He felt a slight breath against his right cheek and he inwardly grimaced, then let it loose. He nearly flinched as a hoof wrapped around his upper body, pulling him tighter against something.

The contact of fur against fur surprised him. He squeezed, then hesitantly opened his eyes.

Staring at him were two pink irises, and the soft smile on her muzzle as she spotted his eyes opening. She leaned her head in and nuzzled against Rusk's right cheek with hers.

"It's been too long alone," Hearth whispered, her breath hot against the ear of Rusk. "Please let me stay."

Rusk could practically feel the raw emotion leaking from the mare. He silently let it soak into his body, filling him up.

The mare let out a small gasp as she drew back slightly. A small tendril of pink, which only changelings could see, worked out of the fur of her chest and into Rusk's fur, filling his reservoir with love.

Rusk held his breath as he got more than he thought. He drew from her, staring into her eyes as he was sated completely.

Then something unexpected happened. The mare's eyes went wide as she glanced down at their chests. There were _two_ working tendrils, pulsing softly as love energy was transferred.

Rusk saw the love and gasped. He was still full! What is going on!

Rusk stared back up into the eyes of Hearth as he felt love transfer between the two. What was going on?

He felt Hearth entangle her hind legs with his, and he felt a strong pulse as she touched noses with him.

Suddenly a green glow covered Hearth's horn, and he gasped as green flames flowed up the turquoise mare, her hooves growing holes and insect wings sprouting from her back.

Her eyes wore an incredulous expression as the changeling stared at the two pink glowing tendrils, then back at the jaw-dropped face of the male. Her mouth opened as she felt herself fill up, and she spoke.

"Rusk?"


	3. Chapter 3 - The First Chase

"Rusk?"

Rusk's disguise fell rather quickly, the soft touch of fur returning to the chitin of his normal body. He was pressed up against the changeling, his mouth open in shock.

Flitter put a hoof up to his jaw, closing it. Her eyes bore into Rusk's skull as he tried to process what just happened.

"B-buh…" he sputtered, clearly at a loss for words. Flitter smiled, and shifted closer to him, their chests touching together.

"You came…" she whispered, wrapping her hooves tighter around Rusk's neck. Rusk started to breath faster, managing to say few words in between breaths. He slowly started to come to his senses and breath normally, his heart pumping slower.

"F-Flitter?" He asked incredulously, his chest pressing against Flitter's every time he inhaled.

"Yes?" The female changeling asked, then suddenly pressed her nose against his when he tried to speak. "It's okay. I'm here." She once again shifted closer to him, wrapping her forehooves around his upper back, just in front of the changeling wings.

Rusk closed his eyes, breathing in deeply. The scent he breathed in smelled exactly like her. It was refreshing. Reopening them, he found himself once again staring into her eyes, despite them being the same sea-blue they always had been, he found himself captivated in the way her eyes stared straight back at him as their noses pressed.

Flitter then drew back and buried her face into Rusk's neck, sniffling. "I'm so scared, Rusk…" Her eyes started to water as she shook, holding fast onto the other changeling's.

Rusk couldn't help it. He returned the embrace, finally, as Flitter began to cry, shaking as sobs wracked her body.

How long did it take to find her? It had been nearly three days before he even found the exit of the cave. Flitter had been alone for all that time! He squeezed, letting Flitter hug tighter against him.

Flitter's sobs slowly turned into sniffles as Rusk comforted the changeling, gently holding the back of her head as she quieted down. Her breathing slowed as her eyes slowly closed.

"Good night," Rusk whispered under his breath, ceasing his calming efforts and trying to pull away from her. Flitter groaned as Rusk tried to slide his left forehoof from under Flitter. Finally breaking free he weighed his options. The sheets were tucked in tight, leaving few options. He had yet to untangle his hind legs from when the disguised Flitter had tried to harvest love from him.

Which brought him to the next thing. He was full. He had no need to feed for the next few days, which was great. But how? He had obviously not drained the love from Flitter as she wasn't all sour, but that didn't explain why he saw the dual lovepulls. Flitter had been feeding from him and Rusk feeding from her, and they were both full despite the fact that none of them were ten minutes ago.

It was something for the next day. Rusk sighed as he flopped onto the mattress, gaining one more look at Flitter's slumbering body before turning over and falling to sleep.

* * *

It felt weird. A light pressure was against Rusk's back, gently pushing on his spine between his wings. He groaned as he blinked open his eyes and stared at the chipping paint before him.

The entire thing felt… odd. The warm, comforting pressure on his back, the fact that he wasn't in the hive, and the bed was too soft. Casting his gaze down, he took notice of the holed hooves wrapped around his torso, slightly hooked ends of the hooves holding themselves together. Feeling trapped, he cast his head behind him, twisting his body in the process.

He caught his breath as he laid eyes upon the sleeping form of Flitter. The changeling had a peaceful smile on her face, which contorted into a frown of discomfort as she was dislodged from the spooning position she took around Rusk. Unhooking her hooves accidentally, she shuffled in the blankets, sliding them further up her shoulder.

Rusk lay there, feeling content with this moment. He always had liked Flitter. The two friends had suddenly grown closer, maybe not more than friends quite yet, but in these times they would trust each other with their lives.

Laying his head deeper into the shared pillow, he placed a single forehoof around Flitter's waist, pulling her closer. A happy smile grew over Flitter's face, contrast to the frown from earlier.

Unfortunately every moment has to end, in this case it was Flitter stirring and opening her eyes. Rusk gazed back, smiling softly as her sleep-ridden eyes blinked. A green tint worked its way into her cheeks as she recognized Rusk, still smiling as she sighed.

"Good sun-up," said Rusk, "I believe that was some nice rest."

Flitter smiled. "Yeah. It was so comforting with you here. Thank you for doing that."

"It wasn't like I had much of a choice…" Rusk mused, making Flitter light up and let a brighter green tint surface on her muzzle.

"Should we get up?" Flitter asked. Rusk, in response, pulled her closer and shook his head, wanting the moment to last as long as possible.

"You're an awesome friend, coming out here for me," Flitter began, "and I think little things like this can let me show you my gratitude."

"I was scared. That mare I harvested love from, her love felt… artificial. I didn't know what was going on when I was dragged out by the honor guards. When I was shoved into the tunnel, I was in there for days!

"I thought I had to deal with this all alone, or try to blend into the ponies. But if I failed to harvest love, I would have died…" Flitter shuddered, "but for some reason, when I finally realized it was you… I felt… full. It was weird. I can't explain it in any way, but let it be spoken here: you saved me, Rusk. Thank you."

Flitter rested her head in the crook of Rusk's neck, her pointed horn angled to jut out under his chin.

Once again, moments like these were not meant to last.

 _thump_

Flitter flinched and sat up, casting her eyes around the room. "What was that?"

 _ **thump thump thump**_

Flitter's eyes widened. "Shut off your pheromones and wait here." Flames engulfed her as she transformed into a bird, and opening the window with changeling magic, she flew out.

Not a long while after, she flew back in, hurriedly transforming back into a changeling. Her eyes were wide, the slightly brighter color of her pupils narrow.

"They have come for us."

Rusk sat up in the bed, gazing at the female. "Who?"

"Queen Chrysalis! Well, not _actually_ her, but her guards are here! We need to go!"

 _BANG BANG CRASH_

Flitter jerked her head in the direction of the window, her ears pointing down. She transformed into a rat and leaped out the window.

Rusk was quick to follow suit as the stairs creaked with use. He leaped out as a rat just as the door was kicked open.

"He was here!" A male voice hissed, "search for him!"

Flitter as a rat motioned to the gutter pipe, then turned into an eel, sliding down it.

This was risky. Changelings can become alert to transformation magic. If the group used it too much, they would be caught.

Rusk instead used his sharp claws to dig into the soft wood, cloning down and leaping deftly onto the grass on all fours.

Flitter was now a wild cat, her golden fur standing on end as she jerked her head toward the forest cover closest to the house. She quickly darted off.

Transforming himself into a wild cat with black fur, he tore after Flitter, his muscles rippling with every stride across the open field. The wind whipped through his whiskers, sending odd sensations to his brain he was not used to as he darted into the overgrowth.

Flitter's cat tail disappeared into the bushes, and Rusk instinctively opened his maw, following the scent trail she left behind.

Flitter had stopped and reverted to her changeling form not far ahead. Her forehead was glistening slightly with sweat as she huffed to catch her breath. Rusk slowed down as he transformed back into his changeling form as well.

Flitter was staring at something through the ferns. Rusk stood by her side and peeked through. Train tracks were laid across a clearing of grass, the metal and wood looking worn.

"Rusk, I have an idea," Flitter began, "if we follow the train tracks, we can get to a town. It's better than this… eugh, forest."

Rusk nodded wholeheartedly, already trotting down the track at a brisk pace. Flitter followed.

* * *

The sun beat down on both of them, making them sweat lightly as they briskly trotted, occasionally cantering.

"So," said Rusk, "how did you get a disguise with a whole backstory that fast?"

Flitter giggled. "Silly, it was my original disguise for the Assessment! That is, until I found that retarded pegasus."

Rusk chuckled. "Your pony disguise is actually quite nice looking." He remembered the curls of her mane, the sky coat and the slightly more mature voice Flitter used.

Flitter just smiled.

The pair continued along the tracks for a few hours. They ducked to the side as a train roared past about an hour in, leaving a trail of steam in its wake.

It was about midday. The sun was nearly at the top of the sky, already starting to sink towards the horizon. Rusk and Flitter were both relatively exhausted already.

They decided to rest under the shade of some trees, the dappled shadows they cast perfect to take a break in. In their natural changeling forms, they caught up like old friends, trading chatter for a half an hour.

Flitter heard the grind of train wheels against the tracks, and had an idea. She turned to Rusk and said, "If we take the train, we'll reach the town much faster!" Rusk nodded, agreeing wholeheartedly with the idea.

They hid in the brush as the train drew close, and awaited the chance to get on.

Rusk suddenly pricked his ears.

"Seize them!" Barely audible over the train, a voice sounded behind them. Rusk glanced behind him to see an armour clad changeling, glaring at him with bright blue eyes.

Rusk and Flitter darted out the bushes.

The train headed in the same direction as them. Glancing behind him Rusk noticed a small band of changelings equipped with shock staffs. One hit from those and you're out.

Rusk galloped as fast as his hooves would take him, glancing behind him to see the train caboose drew near. He prepared to leap for it when he heard Flitter scream.

One of the changelings had thrown his shock staff and hit Flitter! She collapsed and the guards were quick to grab her.

Rusk skidded on his hooves, bringing him to a stop. His breath came out in ragged gasps, his chest heaving.

Fury lanced through his veins, adrenaline powering it. They were grabbing the convulsing Flitter, her yelling in pain the entire way.

Rusk felt a warm feeling in his forehead as he hissed, and a visible light began to glow on his forehead. Suddenly, pure electricity arced from his horn as he rushed the guards, the tendrils of lightning contacting them as he drew close.

The first one dropped suddenly, probably unconscious or dead. The second convulsed in a sudden pain, collapsing and zapping himself with his own shock staff. The next few all tried to run from the onslaught, but bolts of pure magic stopped them in their tracks.

Rusk stood over Flitter, watching her body convulse and her wings buzz into awkward positions. Her tongue lolled out, a thin stream of drool leaking out onto the dirt.

Rusk lit up his horn on instinct, compacting his wings to place Flitter on his back. He turned to find the train was too far to catch up to now.

 _Unless…_

He imagined him, Flitter on his back, standing on the back deck of the caboose. His horn lit up and he engulfed himself in a flash of green light, accompanied with a _poof_ of noise.

He hissed, shutting his eyes. The clack of train wheels startled him and he hesitantly opened his eyes. His eyes went wide.

With Flitter on his back, he watched as the train tracks sped after him, his hooves firmly on the back caboose deck. The railing kept him from swooning off in shock. Rusk had just teleported! Teleportation is a super advanced spell! How did he manage to perform it?

Flitter moving on his back snapped him from his musing. She was not awake, but she was now actually sleeping instead of unconscious from shock. Using his horn to open the door, he walked into the caboose, which had suitcases and boxes piled inside. Using his horn to dislodge a few cases, he made a small resting hole, leaving a window in sight should someone come into the caboose.

Levitating Flitter down onto the floor, he propped himself up on his hind hooves and stared out the window. The trees flew by as the train chugged along, the caboose lightly rattling side to side. The train picked up a little speed as suddenly they chugged into a tunnel, leaving them in darkness save for the shafts of light glowing through the cracks in the boxes.

He stifled a yawn. His head hurt slightly, probably from some form of magical exertion. He laid his head down, eager to at least get some proper rest after the long walk and fight. He quickly took a glance at Flitter.

Her wingtips were slightly singed, and her breathing was unsteady. She was still sleeping peacefully despite so. He set up a spell on her so if something went wrong, he would know.

Putting his head all the way down, he fell asleep quick.

* * *

Rusk was quick to wake when Flitter's hot breath blew against his muzzle, making him twitch. He blinked his eyes open and was immediately lost in her eyes.

The blue orbs bore into his skull, a genuine look of care and worry adorning them. Rusk found them genuinely beautiful, and his breath hitched when her fangs proffer her lower lip.

She tenderly placed a hoof on his chest. "What happened?" She asked. Her burnt wings buzzed, her grimacing as she did so. "There were these guards… and then there was just pain…" she nuzzled her head into the crook of his neck, shaking like it was sub-zero.

"I was scared. Again," she cooed. She drew back, looking at Rusk. "Thank you. I only now realized how much I need you…" she let her head resume its position under Rusk's chin.

Rusk hummed. He could be like this forever, and not a moment would feel wasted. He wrapped his forehooves around her midsection, careful to avoid her wings. He squeezed, pulling her closer to him.

Of course, it was a cold, wooden floor of a caboose. As he shuffled he felt his spine click.

Flitter craned her neck back, looking at him with worry. "You okay?" She asked.

Rusk stood and arched his back, feeling the joints loosening and clicking into place. "Hardwood floor sucks," he quipped.

The train suddenly jerked and started to slow. Flitter stood with the help of Rusk, and they exited the back of the caboose, peeking carefully.

The train station was easily visible. Ducking behind the caboose again, they peeked into the forest that lay next to it. Few ponies filed in and out among the trains, chatting as they entered and exited the train.

 _Perfect._ They turned into wild cats and tore into the trees, only changing back into changeling form when they were safely behind cover.

The two stared through the cover to the station. It was empty now, and the ticketmaster was fast asleep.

"We shouldn't go there," said Flitter, "maybe we can seek refuge in the forest here." She turned into the forest, eyeing its bushery.

The two ventured in, staying along the edge until they stumbled across an unused path, the moss showing its age.

A small rocky alcove lay hidden in the trees, barely visible from an eye's glance. Rusk trotted down to it and peered into the small covering. Suddenly, he had an idea. Lighting up his horn, he imagined a fake covering of rock draping down the opening. A rock wall shimmered into existence.

Rusk turned back to Flitter. "As long as you know it's an illusion, you can go through it." He demonstrated by disappearing into the wall, his body going through it. Flitter stared incredulously. He did it like it was nothing, the spell that even Flitter could not do herself.

Shaking her head, she thought hard that the illusion was fake and stepped through the barrier.

The inside felt much smaller now that the walls were 'sealed in'. The rock gave them enough room to stand and walk around a small bit, but they'd probably only use this small place for sleeping.

"I set the enchantment to only fall if we go too far, for instance, leaving the town. I think it was set to about two kilometers," he said, placing a hoof under his chin.

"We can't just go into the town in our natural forms, though," said Flitter, "We need to assume a disguise."

Rusk immediately changed into the same dark gray and crimson stallion that he was disguised as when the two reunited. Flitter transformed into the same turquoise mare. The two smiled broadly.

"You ready?" Flitter asked.

"You bet."

* * *

The town itself was quite quaint, with wooden cottages lining the streets, the hay-thatched roofs swaying ever so slightly in a quiet breeze. Few ponies littered the streets, as it was a lazy day in the town. The changeling duo headed into the quiet town, keeping to the side of the street as to not make much of a scene. From what it looked like, the _entire_ town knew each other, which meant it was a very small community.

Maybe they should not have come should they try to blend in. They tried anyways.

And failed. A pink pony has approached them and asked their names, in which after them saying their names, she gasped and floated into the air, defying gravity, before disappearing in a literal puff of smoke. In the shape of her form.

She left the changelings head scratching, suffice to say. The two shrugged and continued their self-tour of the town, mapping it in their heads.

As the sun began to set in the sky, they found that most of the buildings were nearly identical, save for a few double floored ones, a house that looked like a sweet tooth's erotic dream, a cloud house they only noticed exiting the town, a house that had differing paint split directly in the middle, even affecting the door itself, an ornate house in a cylindrical shape with a cone shaped roof, and a house built into a tree. The town hall was the tallest building in the settlement, with a rather tall cylindrical shape that tapered at the top sharply.

What a weird town. The two ended up relaxing in the park, watching as pegasi flew lazily in the sky and unicorns and earth ponies trotted below. They all chatted, smiles barely leaving their faces.

It was quite a happy little place, and maybe a suitable place for Flitter and Rusk to lay low until the changelings lost interest.

Leaving the park, Rusk noticed a mare staring at him. The earth pony had a cream-yellow colored coat and a mix of a pink and blue mane. Her gaze followed then as they left the park.

Rusk shuddered. "There was this creepy mare staring at us. Her face was totally all frowny for the ponies of this town."

Flitter shrugged. "We are new ponies in town. Of course they would be sizing us up." She started to trot at a more brisk pace. "Come on, let's go back to camp."

[hr]

Making sure eyes didn't lay on them as they cantered into the forest, they slowed down as they walked across the moss-covered path.

"So," began Flitter, "how do we approach this? The ponies here have a very happy culture. I'm not sure how to tackle this."

"We just play it by day," said Rusk, hovering for a second to shrug his shoulders. "Besides, I feel the worst that can happen right now is someone knowing who we are."

They reached the pile of rocks, with the hidden cave behind the illusion. They grafted into it, entering the small space. Rusk lit up his horn as they sat down, casting a green glow across the room as he transformed back into his natural form. Flitter also changed back.

Rusk laid down, his wings buzzing as he sighed, the soft moss a decent bedding.

Flitter scooted closer to him, probably because of the cold bitter night that pierced their exoskeleton. Their flanks pressed together as they reveled in each other's warmth, breathing in tandem.

Flitter rotated herself, her softer underbelly shell pressing against his side. He craned his neck slightly to the side and let Flitter place her muzzle on his shoulder.

He felt her cool fangs press against his shell, and he liked it. He smiled contently as he rotated to face Flitter. The two locked eyes, pausing only when they blinked. Flitter scooted up until her head was level with Rusk's, and gently nuzzled her nose up against his.

No words were needed to be spoken, for all they would want to say was spoken in the short figurative electrical shocks running down Rusk's spine. Flitter gazed at him with those eyes, and Rusk practically melted.

Never in his life would he ever imagined such an adventure!

More like, he couldn't believe that his affections were returned by her.

She gently cooed as she drifted off to sleep, quietly tucked up against Rusk's body. Her breathing leveled as she transitioned to deep sleep.

Gently stroking her he shut his eyes and hoped to get rest as well.

Sleep came fast.


	4. Chapter 4 - The Mystery Mare

Rusk felt a large throbbing within his skull. He let out a thin groan as his body was shaken lightly. The pain roared and peaked where his horn protruded from his forehead.

He blinked open his eyes to the small dark cave. Flitter was shaking him lightly, muttering to herself.

"Sweet Chrysalis, that smarts…" said Rusk, rubbing his head with a hoof.

"You overexerted yourself, Rusk. Just rest for a bit." Her horn lit up and a soothing coldness spread through his forehead, staving off the pain. "I'm just working on numbing the pain for you, but don't expect to be performing any spells besides changing today."

Rusk sighed, then groaned once again as pain lanced across his head. Once it subsided he sat up agonizingly slowly, buzzing his wings once they were free of being pressed against his back. Flitter still had her horn up, her expression of worry animated on her face.

"So…" said Rusk, "what's today's plan?"

"Well, I guess we just have to head into town today. I think trying to find a map of the place would make more sense."

"But there is also something else that is bothering me. The town just feels… familiar. I don't know why. It could be deja vu, but…" Flitter trailed off.

"You didn't go hunting often. Maybe it was your Assessment?" Rusk prompted, making Flitter perk up.

"Yeah! This may be the place. Probably. We will just have to find a map."

An awkward silence was put upon them. Flitter broke it by sticking her head out of the mirage. "We can go now," she said, her horn finally dimming. Rusk noticed the pain was gone - basic painkiller magic was known to most magic using changelings, a basic spell.

Rusk nodded and he shakily stood up and left the cave. Flitter followed behind him as Rusk shifted into his disguise and padded onto the path to town.

[hr]

The town was bustling that day, many ponies crowding around a small market buying carrots, apples, baking ingredients and many more items. Bits were traded, words were spoken and many ponies wormed around each other in their pursuit of purchasing certain items.

Rusk and Flitter avoided the crowd, moving around the streets behind the main stalls as to not draw too much attention to themselves.

When they finally got to the other end of the market, the crowd had thinned considerably, and multiple booths including the apple, baking and a booth with a giant cardboard muffin in front of it.

"What happened?" Flitter asked the question on both of their minds. Rusk noticed the few ponies left were clearing from the market, heading all in the same general direction.

"I'm guessing the market is an early riser thing, or maybe there's something more to this," said Rusk in a low voice, starting to trot down the same direction the ponies went. Flitter followed suit.

"Interested in trying some cupcakes?" They had barely made it through half the closing market before being sidetracked. It would make them seem rude, so the two trotted up to the table, manned by an earth pony mare that had blue fur and a pink mane that swirled upwards like ice cream.

"Have a try, you two!" said the mare with gusto, pushing a split cupcake across the table. Flitter quickly took a half with her magic revealing that inside the plain looking cupcake was a small center of caramel that oozed out of its small crevice. Rusk took it in hoof and placed it in his mouth.

Immediately his face lit up. The 'plain' cupcake was actually a very nice lemon, and the caramel sauce blended nicely with the cake.

Of course, this would be pretty standard to a pony, but to changelings, sugar had a very, very different flavor - in a good way.

"This is amazing!" commented Flitter after swallowing her cupcake half, "how do you make these so well?"

"Well," said the mare, "I work at Sugarcube Corner, a bakehouse slash café. We make all kinds of these things here." Casting a glance at the empty table with the single cupcake wrapper, she sighed. "I'm going to pack up and leave back to the bakery. I hope to see you there soon!" She winked as the tugged the table cloth into a bag and hauled it onto the bag.

"Wait!" Rusk called as the mare walked off, "Where is this Sugarcube Corner?"

The mare laughed. "Just follow me."

[hr]

"So, you have two children _and_ run a bakery?" said Flitter, "What a handful it must be!"

Mrs. Cake chuckled. "You have no idea."

The trio had made it to the house that looked like something out of candy land. Mrs. Cake pushed open the door with her nose and trotted inside.

The room was dark as Flitter and Rusk walked in, and their changeling night vision began to fade in. They caught a glimpse of ponies before the door shut behind them.

"What?" Flitter asked Mrs: Cake.

The light flicked on suddenly, making Rusk hiss in frustration. A cacophony of voices yelled something, but Rusk was not sure what they said.

Uncovering his eyes, Rusk looked around the room. Streamers hanged from the roof, balloons were everywhere and a banner with some blurry words,one of which read 'Welcome', hung above a table with sugary food.

Changelings get disoriented by sudden light. It can impair their hearing for a solid minute, and make their vision blurred. Luckily they don't break form.

"Gah!" said Flitter, now uncovering her eyes. Her pupils dilated and her ears flopped down. "This is… What is this?"

"A party, silly!" a voice said from above them. Rusk looked up to find a pink pony impossibly hovering above them. He recognized her as that pony that disappeared in a puff of smoke. "It's your 'Welcome to Ponyville' party!"

A party? Rusk looked to see that the banner read "Welcome to Ponyville" and the two changeling's fake names underneath it. There was a total of about thirty ponies, most of them wearing broad smiles.

Except one. Standing next to a mint green unicorn was a certain yellow pony with blue and pink curls, her gaze resting on the two with a stern glare.

"I don't like her," Flitter whispered to Rusk. He nodded his head.

Music started playing from a gramophone placed in the corner, the thin needle in a thick record labeled 'party mix'. The ponies broke up from the rough circle around them and began to mingle, some heading towards to the food table to help themselves to some food.

The pink pony popped up in front of them. "Well, what do you think? Go and enjoy the party, it's for you!"

"It's… nice, if a bit startling," said Rusk, "Thanks for the party, uhh…"

"Pinkie Pie, but you can just call me Pinkie!" the mare exclaimed. "Now, go and join the fun!" She swung behind them and pushed them toward the crowd.

Rusk gulped. He had never been in such a tight and enclosed space before. The amount of feeling around him nearly drew him nuts. Flitter seemed to be struggling as well, he noticed.

Rusk sighed. This was bound to be a long party.

"Crimson, come have some cake!" a pony called. Rusk turned his head to find Mrs. Cake with a plate balanced on her back.

"Thanks, but I'm fine. We did kind of eat not long ago," Rusk lied.

Mrs. Cake smiled. "That's okay!" She padded off.

Rusk glanced around for a break. Glancing at a corner booth, he ducked through the crowd, sliding into it.

He took deep breaths, trying to calm the thumping in his chest. He knew that if he got too worked up he could be prone to accidentally reverting to his normal form. That would cause a lot of unnecessary complications.

"Mind if I escape too?" Flitter ducked into the booth, scooting in next to Rusk.

"I don't see why not," Rusk said, shifting a bit more so she could fit in next to her.

Flitter rested her chin on the table, sighing uncomfortably. "This is a mess. We need to find a library to get a map."

Rusk nodded. "Agreed. Let's escape here."

"Nuh uh!"

Rusk jumped out of his fur as Pinkie Pie slithered out from under the table, her usual beaming smile prominent. "This is a party for you guys!"

Flitter groaned and placed hooves over her ears. "Too loud."

Pinkie giggled. "As to answer the question you have on your minds, we have a library. Just look for the tree!"

Rusk sighed. At least Pinkie had the decency to answer the question.

But they had to get out of here. Rusk quickly thought of a fib. "Uhh… Hearth here has crowd anxiety. I think it's best we may go now before she has an attack."

Flitter glanced at him, but he looked at her with a 'play along' look.

Flitter looked at Pinkie and nodded slowly, taking a shaky breath. "It's not your fault…"

"Oh." Pinkie's mane seemed to change color. She slumped down slightly, and her expression became slightly less cheerful. "I understand… You two go along, I guess." She sniffled, taking Flitter's place in resting her head on the table as the two left the booth.

[hr]

"I feel really bad for her in a way," Flitter said, "I mean, she did spend all that time making a party just for us."

"Yeah, but any more emotion and I would have overloaded," said Rusk. "But it's behind us. Let's find that library."

The search wasn't long. A tree with a sign that had a book on it beheld the two, and what a strange sight it was! It was not every day a tree is used as a library.

Pushing the door open, a pleasant bell jingled as the two stepped inside. The atmosphere was cozy, books laid on shelves built into the pulp around them. Stairs wound upstairs, and a centerpiece stood proudly in the center.

There was a clop of hooves from upstairs. Rusk and Flitter watched as a purple unicorn rushed down the stairs, levitating an open book in her magic.

"Hello, welcome to the library!" she spoke, putting the book down on a small table. "How may I help you?"

Rusk shuffled his hooves. "Uhh… we need a map. Of here."

"A map of Ponyville?" she asked, "Sure, no problem!" the unicorn's eyes scanned the shelves, then she tugged a book down using her magic. She set it on a table standing in the corner, then levitated a notebook from said desk. Opening it, she scrawled down a few things, then shut it. "Here you go! Just bring it back in a couple weeks or so, okay?"

Rusk nodded. "Thanks." He and Flitter turned to leave, but the unicorn spoke up.

"Wait! Just… Pinkie told me you're new ponies, and, uhh, if you need anything, don't hesitate to come here."

"That would be nice, thank you," said Flitter, and the two left swiftly.

The sun had already reached its apex, the warm yet humid day's breeze gently blowing towards the forest as the two disguised changelings stepped out of the library.

"So… park again?" Flitter asked her companion. Rusk shrugged his shoulders.

"Why not?" he concurred, and the two set off at a quicker pace, heading in the general direction of the small grassy area.

"Ru- Crimson, I'd like to ask you something," Flitter began, "What was that back there, on the railroad? You used some advanced magic. Enough to overexert yourself, no less."

Rusk pondered the question. He had performed a strong combat spell to save Flitter, but he only could think of stunning spells used when their cover was blown. Perhaps he supercharged the basic spell Electrus, a stun spell that used a charge of electricity from the horn to zap their target, and made it into a close-to-lethal charge shot. Honestly, the spell was not that different from the power of the shock staffs that the changelings had.

"I don't know," he finally answered, giving into just not knowing what he did, "it just… happened."

Flitter let out a little _mm-hm_ at what he said. "I can see the reasoning in that."

The two remained silent for the few minutes it took to briskly trot to the park. Taking a seat, the two remained in a perpetual state of idle chatter.

Rusk noticed that the mare was staring again. Her face was, instead of a glare, a perfectly flat neutral stare. It creeped him out.

Rusk wondered if the mare suspected them, but shrugged it off once again.

The two made eye contact again, but this time, a few extra ponies had gathered with her. They were approaching them with similar neutral expressions.

Flitter nudged him. "We need to go, now."

"Huh?" Rusk asked obliviously, not aware what Flitter meant.

"You can smell it."

Rusk took a deep breath, inhaling the smells. Grass, the humid air, changeling pheromones…

Wait. He remembered something the librarian had said.

" _A map of Ponyville?"_

Ponyville. It made sense. Ponyville was a town close to a small changeling hive branch.

Rusk turned his head to face Flitter, his eyes wide. He slowly slid off the bench.

"We need to get to the library, now."

* * *

"What do you two need?" the librarian asked, the two facing her. She was troubled by the frightened looks that the two had.

"Well, it's hard to explain, but there are c-ponies looking for us right now. We need to lay low," said Flitter.

"Is this a criminal sort of thing they're after you for?" the librarian inquired.

"No, no, it's just-"

Knock knock knock!

"Hold on," she said, "let me get the door." She trotted over to the door and swung it open with magic. "Oh, hey, Bon Bon, Minuette, Lemon! What do you need?"

Rusk peeked at the door frame, leaning slightly. There were multiple guests at the door, ponies whom Rusk recognized as the grouchy bunch that creepily watched them at the park.

"It's them," Flitter whispered into Rusk's ear.

'Bon Bon' opened her mouth and said, "We want Rusk, Twilight. Nothing else."

"Who is Rusk?" the librarian asked, "Come in, you can tell me who this 'Rusk' inside is."

The few ponies shuffled into the room. Of the other two, one was a banana yellow mare with a double-hued blue mane, and the other was blue-coated with a mix of white and blue making up her own mane.

"Who is this pony you're looking for?" the librarian asked. Bon Bon held up a forearm, sticking it at Rusk.

She then suddenly curled her fetlock, and the blue pony grasped the librarian in an aura of magic. All three dropped their disguises, hissing at the outnumbered pair.

"What is going on?" the librarian said, breathing heavily on the border of hyperventilation to breath properly in the magical grasp.

"Oh, it's just that these two have been _lying_ to you," said the lead changeling, promptly firing a beam at Rusk and Flitter that sent them back into their natural forms.

The poor mare had quite a fright. She darted her head in between the two, trying to grasp that the ponies she knew were not quite ponies. She growled and let loose a magic blast, freeing herself from the bindings.

"WHO DO I TRUST ANYMORE?" she yelled, charging her horn for a magical blast. "WHY ARE CHANGELINGS INFIGHTING?"

"It's cause we need him. He's a prodigy, Twilight," said 'Bon Bon', "but that other one is useless. We were to dispose of her."

Flitter and Rusk's jaw dropped.

The librarian, ignoring Flitter and Rusk's incredulous expressions, glared at the lead changeling. "And?"

"Uhh, Twilight!" Rusk called. Her head swiveled round to face him, and she angled her horn to point at him.

"What?"

"You… please, just don't kill us! I literally BETRAYED my kind to save someone!" Rusk pleaded. "We aren't bad, please just believe us!"

Twilight growled. She then looked at the trio. Looking back at Rusk and Flitter, she half-muttered, "You better not be double-crossing."

She let loose the charged magical blast at the one on the right, which immediately knocked the changeling out. She rotated her head to find a magic beam slam straight into her chest, sending her flying against a shelf. The books shook and fell from it, landing in a heap upon her.

Rusk glared at the now two changelings. This was to himself and Flitter now.

He charged one of the few combat spells he knew, trying his theory out. His head began hurting like nothing he had ever felt before, but he kept putting extra power into it, igniting a ball of light on his horn.

The two changelings disguised themselves and fled, quickly slamming the library door behind them as they hastily retreated. Rusk dropped the spell, feeling the magic retract and the headache became worse. He groaned as he dropped to the ground, his head swimming with pain.

"Rusk! Why did you do that? Too much of it could've killed you!" Flitter fretted, rushing to his side to aid him.

Twilight was pulling herself out of the pile of books, glancing around the room. She laid eyes on Rusk and rushed to his side. "You okay?"

"I'hm fhie…" said Rusk, his voice slurred from gentle painkiller magic being flowed into his mind by Flitter.

"That's a relief," Twilight said, "Now, you must-"

"Twilight!" a voice of a young male echoed from upstairs. Down bounded a dragon, with purple scales and a green underbelly. He held a scroll clutched in his claws, a red strip with a golden badge on it. Twilight undid the scroll and read it. Upon reading it, her face blanched. She dropped the scroll and stared at the couple.

"You need to go, now."


End file.
